Item 1.01 Entry into a Material Definitive Agreement.

As previously reported, on March 12, 2008 KAL Energy, Inc. (the "Company") entered into subscription agreements with 24 investors pursuant to which the Company agreed to sell an aggregate of 60,686,732 shares of common stock to the investors at a purchase price of $0.15 per share for potential gross proceeds to the Company of approximately $9,103,010 (the "March 2008 Financing"). One of the original investors entered into a side agreement to offer a portion of its subscription to an additional investor prior to closing, resulting in 25 total investors for the March 2008 Financing. The closing of the March 2008 Financing was expected to occur on a rolling basis through June 15, 2008.

One investor in the March 2008 Financing initially subscribed to purchase 26,666,667 shares of common stock at $0.15 per share for an aggregate purchase price of approximately $4,000,000. Such investor had previously advanced $700,000 to the Company as part of the outstanding balance for its subscribed shares. The Company informed such investor that the deadline for payment of the remaining balance of $3,300,000 would be June 13, 2008. On June 13, 2008, such investor informed the Company that it would be unable to tender payment of the remaining balance on that date. On June 17, 2008, the Company and the investor amended such investor's subscription agreement to reduce the number of subscribed shares from 26,666,667 to 4,666,667 for an aggregate purchase price of approximately $700,000. The Company accepted such investor's amended subscription for the reduced number of shares and agreed to reduce the total size of the March 2008 Financing from 60,686,732 offered shares to 38,686,732 offered shares for total gross proceeds to the Company of approximately $5,803,010. The Company closed the March 2008 Financing on June 17, 2008.

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